Drafting and negotiation of settlement agreements and releases that resolve business disputes on defined terms.
Turning a resolution into an enforceable agreement
Reaching an understanding with the other side is only the first step. A settlement agreement translates that understanding into precise, enforceable terms (what is being paid or done, by whom, by when and what claims are being released) so the resolution actually holds.
Core terms of a well-drafted settlement
- A clear recital of the dispute being resolved, to anchor the scope of the release.
- Payment or performance terms, including amount, timing and consequences of default.
- The scope of the release: claims known and unknown, parties covered and any carve-outs.
- Confidentiality and non-disparagement terms, where appropriate to the matter.
- Governing law and how any future disagreement about the settlement itself will be handled.
Getting the release scope right
A release that is too narrow can leave related claims unresolved; one that is too broad can waive rights the releasing party did not intend to give up. Defining the release precisely (by claim type, time period and party) is one of the most consequential drafting decisions in a settlement.
If the other party breaches the settlement
A settlement agreement should specify what happens if a party fails to perform: whether through a default clause, a confession of judgment where permitted, or another enforcement mechanism. Because the firm does not litigate, enforcement through a court proceeding, if it becomes necessary, is handled with trial counsel.
Answers
Frequently asked questions
- What is the difference between a settlement agreement and a release?
- A settlement agreement sets out the terms both parties are agreeing to, such as payment or specific actions. A release is the provision, often contained within the settlement agreement, by which a party gives up claims against the other. The two are usually combined in one document.
- Can a settlement include a confidentiality clause?
- Yes, confidentiality and non-disparagement provisions are common in business settlements, though their permissible scope can depend on the nature of the underlying claim and any statutory limits that may apply.
- What if the other side doesn't follow through on the settlement?
- A well-drafted agreement anticipates this with default and remedy provisions. If enforcement ultimately requires a court proceeding, that step is handled with trial counsel, since the firm's own practice does not include litigation.
- Should I sign a settlement agreement without a lawyer reviewing it?
- It is advisable to have counsel review any settlement before signing, since the release language and payment terms are often the most consequential and least visible parts of the document to a non-lawyer.
- Can a settlement agreement resolve a dispute involving a business partner?
- Yes. Settlement agreements are frequently used to resolve partner and member disputes, sometimes alongside a broader negotiated separation of the parties' business interests.